MAHINDRA HOLIDAYS LTD

Mahindra Holidays & Resorts India Ltd (MHRIL) is a leading player in the leisure hospitality industry. The Company has established vacation ownership business in India and is a market leader in the business with over 2.8 lakh members and 84 resorts. Together with its Finnish subsidiary, Holiday Club Resorts (HCR), Mahindra Holidays has a bouquet of 143 resorts in India, Asia, Europe and the USA. making it the largest vacation ownership company outside the USA. Presently, the Company is in the business of selling vacation ownership and providing holiday facilities. The company offers a range of solutions to their customers with the range of products and services, which includes Club Mahindra Holidays, Zest, Club Mahindra Fundays, Mahindra Homestays and clubmahindra.travel. Club Mahindra Holidays is engaged in selling vacation ownership business. Zest, another product of the company in the vacations ownership space entitles their members short breaks for six nights each year in studio apartments. Club Mahindra Fundays is a corporate product-based on the point-based system. Mahindra Homestays provide the customers with choice of homes across different budget categories and property types. Club Mahindra Travel is a travel integration service for Club Mahindra Holidays' members to take care of their range of travel needs from accommodation to the deals on air tickets, complete holiday packages, replete with sightseeing tours and meals to documentation requirements. The company provides family holidays primarily through vacation ownership memberships. Their members can choose to stay and holiday at resorts in a range of holiday destinations for a pre-determined number of days in a year for a fixed number of years. Their resorts offer the use of furnished accommodation, such as apartments and cottages, and an experience through resort specific amenities and facilities, such as restaurants, ayurvedic spas, kids clubs and a variety of holiday activities. Mahindra Holidays & Resorts India Ltd was incorporated on September 20, 1996 as a private limited company with the name Mahindra Holidays & Resorts India Pvt Ltd and is engaged in the business of selling vacation ownership and providing holiday facilities. In February 1997, the company acquitted a land at Varca Village, Goa. Also, they launched their first individual product 'Club Mahindra Holidays Unlimited'. In January 29, 1998, the company was converted into public limited company and the name was changed to Mahindra Holidays & Resorts India Ltd. In the year 1998, MMJ Resorts and Holidays Pvt Ltd was amalgamated with the company with effect from April 1, 1998. In April 1998, the company opened their first resort at Munnar and in December 1999, they opened their second resort at Goa. In November 2000, the company acquired a land in Binsar and in April 2001, they opened a resort at Manali. In April 2001, Mahindra Sega Entertainment Corporation Ltd was amalgamated with the company with effect from April 1, 2001. In December 2002, the company acquired land in Coorg. In January 2003, they opened their first Club Mahindra Holiday World in Chennai. In March 2005, they entered into long-tern lease for an international resort in Pattaya, Thailand. Also, they opened Club Mahindra Kodagu Valley resort in Coorg, Karnataka. During the year 2006-07, the company strengthened their distribution network by opening a new office in Chandigarh and more Holiday Worlds and franchisees in newer locations. They acquired an existing resort in Kumbalgarh. M H R Hotel Management GmbH became the subsidiary of the company. In August 2006, the company executed an agreement with Ashtamudi Resorts Pvt Ltd wherein the entire share capital of Ashtamudi Resorts Pvt Ltd was purchased by the company. In October 2006, they launched 'Club Mahindra Fundays'. In December 2006, the company launched 'Zest', a product to cater to short break holiday needs. In January 2007, they launched clubmahindra.travel, their travel related services. During the year 2007-08, Ashtamudi Resorts Pvt Ltd was amalgamated with the company with effect from July 1, 2007. They acquired lands at Kadapakkam in Tamil Nadu, Kas in Maharashtra and Theog in Himachal Pradesh. Also, they signed an MoU with Government of West Bengal for promotion of tourism in that State. In April 2007, Mahindra Hotels and Residences India Limited was incorporated to carry out the business of hotels and restaurants, including ancillary activities such as interior decoration, recreational facilities and travel agency. In May 2007, the company opened Club Mahindra Backwater Retreat at Ashtamudi.In December 2007, the company opened their fist resort in Rajasthan namely 'Club Mahindra Fort Kumbalgarh'. In March 3, 2008, Heritage Bird (M) Sdn Bhd became a wholly owned subsidiary of the company. The principal activity of the company is purchasing, maintaining and leasing resorts. During the year 2008-09, the company launched a unique and innovative product 'Mahindra Homestays' in the UK. The company acquired 3 new properties, at Thekkady, Ooty and Naukuchiatal. Also they opened six Holiday Worlds in Jaipur, Mumbai, Pune, Delhi, Lucknow and Kolkata thereby expanding their sales network across the country. In May 2008, the company launched Zest @ Big Beach, Puduchery, first signature resort for Zest. In July 2008, they launched Mahindra Homestays. In September 2008, the company entered into a strategic alliance with Kerala Government for a period of 5 years to develop, promote and market homestays overseas and in India. In October 2008, they opened Thekkady resort for customers. During the year 2009-10, the network of the company's resorts was expanded with new locations such as Gangtok, Corbett and Mashobra. They expanded their existing properties at Coorg, Binsar and Ashtamudi and added a second smaller resort in Goa. The company entered into jungle tourism with MOUs signed for resorts in Gujarat and Madhya Pradesh. Also, they set up log huts in Binsar and floating cottages at Ashtamudi. During the year, the company successfully completed an IPO of 92.65 lakh equity shares, which was oversubscribed by more than 9 times. The shares were listed on the NSE and the BSE on 16th July, 2009. The company introduced innovative and interesting facilities for their customers, which includes the launch of Svaastha spa at Coorg, Puducherry and Kumbalgarh. They also introduced a 'Gourmet express' option in their dining programme in some of their resorts. In January 11, 2010, the company incorporated a subsidiary company, namely BAH Hotelanlagen AG to carry out the business of hotels, tourism and related activities. The company was awarded the status of a Business Superbrand in 2009 by the Brand Council of India and the flagship brand 'Club Mahindra Holidays' was selected as a Consumer Superbrand. Club Mahindra.travel was approved as andACTIVE' Member of Travel Agents Association of India for the year 2009-10. As a part of their strategy for growth, Mahindra Holidays plans to enter new segments by offering innovative products aimed at the different needs of specific socio-economic and varied age segments of consumers. They also started working on revamping their Club Mahindra website using Web 2.0 technology. They have initiated the process of getting the ISO 27001 certification for the IT department and expect this to be completed during 2010-11. During 2013-14, the Company had successfully carried out an Institutional Placement Programme (IPP) and allotted the shares to Qualified Institutional Buyers (QIBs) under Chapter VIII-A of Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009, as amended from time to time, in order to meet the minimum public shareholding requirements of 25%. The Company had issued and allotted 41,41,084 Equity Shares of Rs. 10 each at a premium of Rs. 245 per share aggregating to Rs. 10,560 lakh to QIBs under IPP. During the year under review, the Company completed the utilisation of funds raised from the IPP towards the objects of the issue. Bell Tower Resorts Private Limited (BTRPL), a wholly owned subsidiary company of the Company, was amalgamated with the Company with effect from July 31, 2014, being the date of filing the Orders of Hon'ble High Courts of Bombay at Goa and Madras with the Registrar of Companies at Goa and Chennai respectively. Consequent to the above, BTRPL ceased to be subsidiary of the Company and all the assets and liabilities of BTRPL have been transferred to and vested in the Company pursuant to the Scheme of Amalgamation and Arrangement with effect from April 1, 2013. There was no allotment of shares to the BTRPL equity shareholders since the BTRPL was a wholly owned subsidiary of the Company. The amalgamation has been accounted under the pooling of interest method' referred in Accounting Standard 14 and the assets and liabilities transferred have been recorded at their book values as on the Appointed Date. Further, difference of Rs. 3,061 lakh between value of assets and liabilities acquired at their book value at the Appointed Date as reduced by carrying value of investment in the books of the Company was adjusted in the 'Amalgamation and Reserve Account' and the same was transferred to 'Securities Premium Account' on the Appointed Date as per the approved Scheme. Further, the loss of Rs. 870 lakh of BTRPL for the year ended March 31, 2014 has been adjusted against the surplus in the Statement of Profit and Loss at the beginning of the year. The Board approved the Scheme of Amalgamation and Arrangement for merger of Competent Hotels Private Limited, Divine Heritage Hotels Private Limited and Holiday on Hills Resorts Private Limited, wholly owned subsidiaries of the Company with the Company in FY 2015. These Subsidiary Companies own and operate resort properties at Manali (Himachal Pradesh), Kandaghat (Himachal Pradesh) and Jaisalmer (Rajasthan) respectively. The Board felt that it is in the best interest of the Company to merge these Subsidiary Companies with the Company so as to benefit from operational and managerial synergies in the form of economies of cost, enhancing flexibility and pooling of managerial resources. The Appointed Date of the Scheme is April 1, 2015 and the Scheme shall be effective from the last of the dates on which the certified or authenticated copies of the Orders of the Hon'ble High Courts of Delhi, Rajasthan at Jaipur, Himachal Pradesh and Madras are filed with the respective Registrar of Companies. Subsequent to approval of the Scheme by the Board, the Company has obtained letters from BSE Limited and National Stock Exchange of India Limited conveying that they have no objections / no adverse observations in respect of the same, and the Company is in the process of filing necessary application with the Hon'ble High Court of Madras for obtaining necessary directions to convey the meetings of Shareholders of the Company for taking their approval on aforementioned merger. During the year 2016-17, the company increased its stake in Holiday Club Resorts Oy, Finland (HCR) from 85.61% to 91.94% on account of acquisition of additional shares in line with the agreements executed with the shareholders of HCR. Subsequently, during the month of April 2017, the stake was further increased to 95.16%. In FY 2016-17, the Company made a strategic investment by acquiring 12% stake in Nreach Online Services Private Limited (Nreach). Nreach is a leading tech-enabled marketplace which provides widest range of experiences and activities including travel & adventure, gourmet dinning, health & wellness, art & learning and other interesting things to do in and around city or in travel destinations under its flagship brand name Xoxoday (earlier known as Giftxoxo). During the year 2017, Mahindra & Mahindra Limited (M&M), holding company of the Company has sold 66,58,565 Equity Shares in the open market representing 7.5% of the share capital of the Company and consequently, the shareholding of M&M in the Company has come down from 75% to 67.5% of the total share capital of the Company as of March 31, 2017. The Company continues to be a subsidiary company of M&M and accordingly, all subsidiary companies of the Company are consequently subsidiary companies of M&M. The Board of Directors at their meeting held on 19 May 2017 has approved issue of Bonus Shares, in the proportion of 1 Bonus Equity Share of Rs 10/- each for every 2 fully Paid-up Equity Shares held as on the Record Date, subject to approval by the Members of the Company. Accordingly, the Securities Allotment Committee of the Board of Directors of the Company on July 12, 2017, allotted 4,44,17,928 Bonus Equity Shares to the Shareholders of the Company holding shares as on July 11, 2017 (Record Date). During the year 2018, the Company has provided Corporate Guarantee of Euro 4.75 million on behalf of its subsidiary, MHR Holdings (Mauritius) Limited, Mauritius (MHR Holdings), as a collateral security towards the financial facilities (funded / non-funded) availed by MHR Holdings from a Bank. During the year 2019, the Company has provided Corporate Guarantee of Euro 5 million on behalf of MHR Holdings (Mauritius) Limited, Mauritius (MHR Holdings), subsidiary company as a collateral security towards the financial facilities availed by MHR Holdings from a Bank. During the year under 2019, the Company through its subsidiary Covington S..r.l, Luxembourg, increased its equity stake in Holiday Club Resorts Oy, Finland (HCR) from 95.16% to 96.29% in August 2018 and further to 96.47% in November 2018. Further, Holiday Club Canarias Investments S.L.U., a step down subsidiary of the Company, acquired 100% stake in Passeport Sante SLU (Passeport). Accordingly, Passeport has become a step-down subsidiary of the Company in FY 2018-19. Also, Kiinteist Oy Himoksen Thti 2 has been merged with HCR and consequently, ceases to be a subsidiary of the Company. During the year 2019, HCR has sold its entire 49% stake in Kiinteist Oy Sallan Kylpyl (Kiinteist) and consequently, Kiinteist has ceased to be an associate of HCR and in turn of the Company. During the year 2019-20, Company added 15,697 new members to its vacation ownership business, taking the total membership to over 2.58 lakhs. It also added 9 resorts and 224 room units . During the year 2019-20, Holiday Club Sweden AB, Sweden, step down subsidiary of the Company, disinvested its entire stake in Åre Villa 1 AB and Åre Villa 2 AB and consequently, Åre Villa 1 AB and Åre Villa 2 AB ceased to be the step down subsidiaries of the Company. Further, Covington, a step down subsidiary of the Company, acquired the balance 3.53% stake in HCR and consequently, HCR has become a wholly owned subsidiary of Covington and in turn of the Company. As of March 31, 2020, Company had 34 subsidiaries, 1 joint venture company and 2 associate companies. In 2019-20, the Company made significant investments in upgrading rooms, renovation of public areas and amenities such as spa and banquets across several resorts. Host' and Champs' programme. It launched its speciality seafood restaurant Meen Kada at Cherai and Bakers Café at Pondicherry and further launched 20 types of Theme Nights'. During the year 2020-21, Holiday Club Sweden AB, Sweden a step-down subsidiary of the Company, acquired the balance 49% stake in Holiday Club Sport and Spa Hotels AB and consequently, both became a wholly owned subsidiary of Holiday Club Sweden AB and in turn of the Company. In 2020-21, it launched its flagship greenfield property in North Goa at Assonora and introduced the concept of lazy river in the resort. It also launched fully managed resorts at Jaipur (Rajasthan), Arookutty (Kerala), Netrang (Gujarat) and Alibaug (Maharashtra) and entered into inventory arrangements at Andaman and Nicobar Islands, Ranthambore and Mount Abu (Rajasthan) and Alleppey (Kerala). As of March 31, 2021, Company had 34 subsidiaries, 1 joint venture company and 1 associate company. It added 465 rooms in 2020-21, taking the total room inventory to 4,197 units across 79 resorts. During the year 2021-22, the Company had made a strategic investment of Rs. 3 crore in the Equity Shares of Nreach, which was sold consisting of 5,738 Equity Shares (10.76% stake) in Nreach for a consideration of Rs.29.31 crore. During the financial year 2020-21, Company acquired a 6.67% stake in Great Rocksport Private Limited and in April 2022, subscribed to second tranche for an additional Equity Shares of Rocksport in 3 installments for a total cash consideration of Rs. 12 crore. During the year 2020-21, Suomen Vapaa-aikakiinteistot Oy LKV, ceased to be a subsidiary of HCR and in turn of the Company. HCR acquired 100% stake in Kiinteistö Oy Vierumäen Kaari. Further, as per agreement entered by HCR with Vierumäen Hotellikiinteistö Ky, Vierumäen was considered as a Joint Venture company of HCR and in turn of the Company. As of March 31, 2022, Company had 33 subsidiaries, 2 joint venture companies and 1 associate company. It has a membership of 265,980 and a room inventory of 4,568 units spread across 84 resorts. It added 385 rooms on a gross basis in 2021-22, taking the total room inventory to 4,568 room units across 84 resorts. It added airport services such as lounge access, premium transfers, meet and assist, SPA; and free subscription to yoga studio. During the year 2022, Mahindra Holidays through its wholly owned subsidiary, Gables Promoters Private Limited signed a Public-Private Partnership (PPP) contract with the Himachal Pradesh Government to renovate and operate a resort in Mandi Dist., Janjehli. 5 new themes were launched - Carnival, Ali Baba and 40 dishes, Aqua Splash, Haunted and Black & Gold, taking the total themes developed by it to over 25. It launched a new outlet Unwind' in four of its resorts. During the year 2022-23, the Company added 17,477 new members to its vacation ownership business. It added 372 rooms, taking the total inventory to 4,940 room units across its 102 resorts as of March 31, 2023. During the year 2022-23, the Company increased its equity stake in Rocksport and consequently, Rocksport became an associate of the Company with effect from April 16, 2022. Guestline Hospitality Management and Developement Services Limited was made subsidiary of the Company effective December 3, 2022 with 98.39% stake. HCR Management Oy (HCRM), a wholly owned subsidiary was merged with Holiday Club Resorts Oy (HCR) and consequently, HCRM has ceased to be a subsidiary of Covington and of the Company effective from February 28, 2023. The Company incorporated an entity 'Mahindra Holidays & Resorts Harihareshwar Limited' (MHRHL) in Mumbai, Maharashtra on August 23, 2022 as Wholly Owned Subsidiary of the Company. Arabian Dreams Hotel Apartments LLC, Dubai was made a